XPRESSPA GROUP, INC. : Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits (form 8-K)

Published: 2021-10-04 16:14:08 ET XSPA

Item 5.07. Submission of Matters to a Vote of Security Holders.

On September 30, 2021, XpresSpa Group, Inc. (the "Company" or "XpresSpa Group") held its 2021 Annual Meeting of Stockholders (the "Annual Meeting"). At the Annual Meeting, the Company's stockholders voted on the five proposals described below.

As of the record date for the Annual Meeting, there were 105,569,045 shares of common stock outstanding and entitled to vote on each matter presented for vote at the Annual Meeting. At the Annual Meeting, 51,774,299 (49.04% of the total outstanding) shares of common stock were represented in person or by proxy.

The final results for each of the matters submitted to a vote of stockholders at the Annual Meeting are as follows:

Item 1: The following five nominees were elected or reelected to serve on the Board of Directors until the 2022 Annual Meeting of Stockholders or until their respective successors have been elected and qualified, or until their earlier resignation or removal, having received the following votes:

Douglas Satzman 14,459,374 1,873,680 35,441,245 Bruce T. Bernstein 10,583,896 5,749,158 35,441,245

Robert Weinstein 14,231,351 2,101,703 35,441,245

Donald E. Stout 13,999,552 2,333,502 35,441,245

Michael Lebowitz 14,382,712 1,950,342 35,441,245

Item 2: The appointment of Friedman LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2021 was ratified, having received the following votes:

Item 3: The proposal to approve an amendment to XpresSpa Group's Amended and Restated Certificate of Incorporation to increase the number of authorized shares of common stock by 100,000,000 shares was not approved, having received the following votes:

For Against Abstentions Broker Non-Votes 32,494,144 19,079,027 201,128 -

Item 4: The compensation of XpresSpa Group's named executive officers was approved, on an advisory basis, by stockholders, having received the following votes:

Item 5: The proposal to approve the adjournment of the Annual Meeting, if necessary, to solicit additional proxies if there are not sufficient votes to approve Items 2 through 4 was approved, having received the following votes:

For Against Abstentions Broker Non-Votes 35,468,319 15,468,149 837,831 -

Item 9.01. Financial Statements and Exhibits.

104 Cover page Interactive Data File (embedded within the Inline XBRL document)